UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
INFORMATION TO BE INCLUDED IN THE REPORT
| Item 2.02. | Results of Operations and Financial Condition. |
On November 3, 2022, Quaker Chemical Corporation announced its results of operations for the third quarter ended September 30, 2022 in a press release, the text of which is included as Exhibit 99.1 hereto. Supplemental information related to the same period is also included as Exhibit 99.2 hereto.
| Item 9.01. | Financial Statements and Exhibits. |
The following exhibits are included as part of this report:
| Exhibit No. | Description |
| 99.1 | Press Release of Quaker Chemical Corporation dated November 3, 2022 (furnished herewith). |
| 99.2 | Supplemental Information related to the third quarter ended September 30, 2022 (furnished herewith). |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| QUAKER CHEMICAL CORPORATION | ||
| Date: November 3, 2022 | By: | /s/ Shane W. Hostetter |
| Shane W. Hostetter | ||
| Senior Vice President, Chief Financial Officer | ||
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Exhibit 99.1
| NEWS Contact: Jeffrey Schnell Senior Director, Investor Relations investor@quakerhoughton.com T. 1.610.832.4087 |
 |
| For Release: Immediate |
QUAKER HOUGHTON ANNOUNCES THIRD QUARTER 2022 RESULTS
| · | Net sales of $492.2 million increased 10% compared to Q3’21 driven by higher selling prices | |
| · | Reported net income of $25.9 million and earnings per diluted share of $1.44 | |
| · | Non-GAAP net income of $31.2 million and non-GAAP earnings per diluted share of $1.74 | |
| · | Delivered $70.3 million of adjusted EBITDA, a 6% increase compared to $66.2 million in Q3’21 | |
| · | Sequential margin improvement as we executed on our value-based pricing initiatives |
November 3, 2022
CONSHOHOCKEN, PA – Quaker Houghton (“the Company”) (NYSE: KWR), the global leader in industrial process fluids, today announced its third quarter 2022 results.
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
| ($ in millions, except per share data) | 2022 | 2021 | 2022 | 2021 | ||||||||||||
| Net sales | $ | 492.2 | $ | 449.1 | $ | 1,458.8 | $ | 1,314.1 | ||||||||
| Net income attributable to Quaker Chemical Corporation | 25.9 | 31.1 | 60.0 | 103.2 | ||||||||||||
| Earnings per diluted share attributable to Quaker Chemical Corporation | 1.44 | 1.73 | 3.35 | 5.76 | ||||||||||||
| Non-GAAP net income * | 31.2 | 29.4 | 80.3 | 99.8 | ||||||||||||
| Non-GAAP earnings per diluted share * | 1.74 | 1.63 | 4.48 | 5.56 | ||||||||||||
| Adjusted EBITDA * | 70.3 | 66.2 | 189.2 | 213.4 | ||||||||||||
* Refer to the Non-GAAP Measures and Reconciliations section below for additional information
Third Quarter 2022 Consolidated Results
Third quarter 2022 net sales were $492.2 million, an increase of 10% compared to $449.1 million in the prior year quarter primarily due to an increase in selling price and product mix of approximately 25% and additional net sales from acquisitions of 1%, partially offset by a 9% decrease in organic sales volumes and a 7% unfavorable impact from foreign currency translation. The increase in selling price and product mix was primarily attributable to double-digit price increases in all segments implemented to offset raw material and other cost inflation. The decline in organic sales volumes was primarily attributable to softer market conditions, particularly in Europe and Asia/Pacific, the wind-down of the tolling agreement for products previously divested related to the Quaker Houghton combination and the impact of the war in Ukraine.
The Company generated net income in the third quarter of 2022 of $25.9 million or $1.44 per diluted share, compared to the prior year quarter net income of $31.1 million or $1.73 per diluted share. Excluding non-recurring and non-core items in each period, the Company’s third quarter of 2022 non-GAAP earnings per diluted share were $1.74 compared to $1.63 in the prior year quarter. The Company’s third quarter of 2022 adjusted EBITDA of $70.3 million increased approximately 6% compared to $66.2 million in the third quarter of 2021, primarily due to an increase in net sales and an improvement in gross margins compared to the prior year period.
Andy Tometich, Chief Executive Officer and President, commented, “I am pleased with the performance in the third quarter against a continued challenging macroeconomic backdrop and significant foreign currency headwinds. We executed on our value-based pricing actions, realizing 25% year-over-year pricing gains, remained vigilant on costs, and drove an improvement in our margins. Volumes were impacted by a softer end market environment, primarily in Europe and China, however we have continued to deliver above market growth in 2022 through net new business wins by demonstrating the value of our products and services.
Looking ahead, we expect the current uneven demand environment and seasonal demand trends to weigh on our end markets in the fourth quarter. We expect to deliver sequential margin expansion in the fourth quarter of 2022 as we continue to work to return to pre-pandemic margin levels. We remain focused on improving our profitability through additional pricing and cost controls and simplifying our operating model to align with the macroeconomic environment, while continuing to prioritize new business wins.
The resilience of our business is evident, and our differentiated customer intimate model is core to our strategy. Importantly, we will continue to invest in our strategic growth initiatives and advance our global efficiency measures to maximize the benefit of our expertise and scale and better position the Company to drive long-term profitable growth.”
Third Quarter 2022 Segment Results
The Company’s third quarter 2022 operating performance of each of its four reportable operating segments: (i) Americas; (ii) Europe, Middle East and Africa (“EMEA”); (iii) Asia/Pacific; and (iv) Global Specialty Businesses, are further described below.
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||||||
| Net Sales* | ||||||||||||||||
| Americas | $ | 186.5 | $ | 150.8 | $ | 513.4 | $ | 425.3 | ||||||||
| EMEA | 113.4 | 122.2 | 362.1 | 365.5 | ||||||||||||
| Asia/Pacific | 91.2 | 98.7 | 295.3 | 286.9 | ||||||||||||
| Global Specialty Businesses | 101.1 | 77.4 | 288.0 | 236.4 | ||||||||||||
| Segment operating earnings* | ||||||||||||||||
| Americas | $ | 45.0 | $ | 31.3 | $ | 108.0 | $ | 97.2 | ||||||||
| EMEA | 9.9 | 20.2 | 39.9 | 68.8 | ||||||||||||
| Asia/Pacific | 23.3 | 23.3 | 67.5 | 74.0 | ||||||||||||
| Global Specialty Businesses | 30.7 | 20.7 | 83.6 | 69.0 | ||||||||||||
* Refer to the Segment Measures and Reconciliations section below for additional information
The Americas and Global Specialty Businesses delivered double-digit year-over-year sales growth in the third quarter of 2022 driven by double-digit increases in selling price and product mix. EMEA and Asia/Pacific also benefitted from double-digit increases in selling price and product mix, however this was offset by a significant foreign currency translation headwind in EMEA that also impacted Asia/Pacific and Global Specialties Businesses. Global Specialty Businesses delivered a double-digit increase in organic sales volumes, compared to the prior year quarter, while the other segments organic sales volumes were adversely impacted by the factors described above for consolidated results. Operating earnings from the Americas and Global Specialty Businesses increased compared to the prior year quarter driven by the net sales growth and an improvement in margins. Asia/Pacific operating earnings were in-line with the prior year quarter due to an improvement in margins which offset the decline in net sales whereas EMEA operating earnings declined due to softer market conditions and continued cost inflation which further impacted margins.
All four segments benefitted from increases in selling price and product mix compared to the second quarter of 2022, as we continued to work with customers to implement our value-based pricing initiatives. Organic sales volumes increased compared to the second quarter of 2022 in the Americas and Global Specialty Businesses but declined in Asia/Pacific and EMEA, primarily due to softer market conditions as well as lower sales volumes attributable to the war in Ukraine, and the Company’s ongoing value-based pricing initiatives, partially offset by net new business wins. All segments were also unfavorably impacted by foreign currency translation.
Cash Flow and Liquidity Highlights
The Company had a net operating cash outflow of $17.9 million during the third quarter of 2022, bringing the year-to-date net operating cash outflow to $26.3 million, compared to a net operating cash inflow of $2.5 million during the nine months ended September 30, 2021. The net operating cash outflow year-over-year reflects lower year-to-date operating performance in 2022 compared to 2021 as well as continued working capital investments, primarily related to higher accounts receivable due to year-over-year increases in net sales, higher inventory due higher raw material costs as well as lower levels of accounts payable due to quarterly timing differences year-over-year.
As of September 30, 2022, the Company’s total gross debt was $954.1 million, and its cash and cash equivalents was $138.9 million. The Company’s net debt was approximately $815.2 million, and its net debt divided by its trailing twelve months adjusted EBITDA was approximately 3.3x.
Non-GAAP Measures and Reconciliations
The information included in this press release includes non-GAAP (unaudited) financial information that includes EBITDA, adjusted EBITDA, adjusted EBITDA margin, non-GAAP operating income, non-GAAP operating margin, non-GAAP net income and non-GAAP earnings per diluted share. The Company believes these non-GAAP financial measures provide meaningful supplemental information as they enhance a reader’s understanding of the financial performance of the Company, are indicative of future operating performance of the Company, and facilitate a comparison among fiscal periods, as the non-GAAP financial measures exclude items that are not indicative of future operating performance or not considered core to the Company’s operations. Non-GAAP results are presented for supplemental informational purposes only and should not be considered a substitute for the financial information presented in accordance with GAAP.
The Company presents EBITDA which is calculated as net income attributable to the Company before depreciation and amortization, interest expense, net, and taxes on income before equity in net (loss) income of associated companies. The Company also presents adjusted EBITDA which is calculated as EBITDA plus or minus certain items that are not indicative of future operating performance or not considered core to the Company’s operations. In addition, the Company presents non-GAAP operating income which is calculated as operating income plus or minus certain items that are not indicative of future operating performance or not considered core to the Company’s operations. Adjusted EBITDA margin and non-GAAP operating margin are calculated as the percentage of adjusted EBITDA and non-GAAP operating income to consolidated net sales, respectively. The Company believes these non-GAAP measures provide transparent and useful information and are widely used by investors, analysts, and peers in our industry as well as by management in assessing the operating performance of the Company on a consistent basis.
Additionally, the Company presents non-GAAP net income and non-GAAP earnings per diluted share as additional performance measures. Non-GAAP net income is calculated as adjusted EBITDA, defined above, less depreciation and amortization, interest expense, net, and taxes on income before equity in net (loss) income of associated companies, in each case adjusted, as applicable, for any depreciation, amortization, interest or tax impacts resulting from the non-core items identified in the reconciliation of net income attributable to the Company to adjusted EBITDA. Non-GAAP earnings per diluted share is calculated as non-GAAP net income per diluted share as accounted for under the “two-class share method.” The Company believes that non-GAAP net income and non-GAAP earnings per diluted share provide transparent and useful information and are widely used by investors, analysts, and peers in our industry as well as by management in assessing the operating performance of the Company on a consistent basis.
As it relates to 2022 projections for the Company as well as other forward-looking information described further above, the Company has not provided guidance for comparable GAAP measures or a quantitative reconciliation of forward-looking non-GAAP financial measures to the most directly comparable U.S. GAAP measure because it is unable to determine with reasonable certainty the ultimate outcome of certain significant items necessary to calculate such measures without unreasonable effort. These items include, but are not limited to, certain non-recurring or non-core items the Company may record that could materially impact net income, as well as the impact of COVID-19. These items are uncertain, depend on various factors, and could have a material impact on the U.S. GAAP reported results for the guidance period.
The Company’s reference to trailing twelve months adjusted EBITDA within this press release refers to the twelve month period ended September 30, 2022 adjusted EBITDA of $250.0 million, which includes (i) the nine months ended September 30, 2022 adjusted EBITDA of $189.2 million, as presented in the non-GAAP reconciliations below, and (ii) the twelve months ended December 31, 2021 adjusted EBITDA of $274.1 million, as presented in the non-GAAP reconciliations included in the Company’s fourth quarter and full year 2021 results press release dated February 24, 2022, less (iii) the nine months ended September 30, 2021 adjusted EBITDA of $213.4 million, as presented in the non-GAAP reconciliations below.
Certain of the prior period non-GAAP financial measures presented in the following tables have been adjusted to conform with current period presentation. The following tables reconcile the Company’s non-GAAP financial measures (unaudited) to their most directly comparable GAAP (unaudited) financial measures (dollars in thousands unless otherwise noted, except per share amounts):
Non-GAAP Operating Income and Margin Reconciliations
| Three Months Ended | Nine Months Ended | |||||||||||||||
| September 30, | September 30, | |||||||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||||||
| Operating income | $ | 44,609 | $ | 36,010 | $ | 105,915 | $ | 119,720 | ||||||||
| Combination, restructuring and other acquisition-related expenses (a) | 717 | 5,083 | 7,421 | 20,371 | ||||||||||||
| Strategic planning and transformation expenses | 4,545 | — | 10,745 | — | ||||||||||||
| Executive transition costs | 913 | 285 | 2,097 | 1,097 | ||||||||||||
| Russia-Ukraine conflict related expenses | 88 | — | 2,183 | — | ||||||||||||
| Facility remediation costs, net | — | 1,490 | — | 1,490 | ||||||||||||
| Other charges | 70 | 320 | 546 | 613 | ||||||||||||
| Non-GAAP operating income | $ | 50,942 | $ | 43,188 | $ | 128,907 | $ | 143,291 | ||||||||
| Non-GAAP operating margin (%) | 10.3 | % | 9.6 | % | 8.8 | % | 10.9 | % | ||||||||
EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin and Non-GAAP Net Income Reconciliations
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||||||
| Net income attributable to Quaker Chemical Corporation | $ | 25,867 | $ | 31,058 | $ | 60,026 | $ | 103,243 | ||||||||
| Depreciation and amortization (a)(b) | 19,908 | 21,542 | 61,491 | 66,334 | ||||||||||||
| Interest expense, net | 8,389 | 5,637 | 20,228 | 16,725 | ||||||||||||
| Taxes on income before equity in net (loss) income of associated companies (c) | 10,185 | 795 | 14,425 | 26,702 | ||||||||||||
| EBITDA | $ | 64,349 | $ | 59,032 | $ | 156,170 | $ | 213,004 | ||||||||
| Equity loss (income) in a captive insurance company | 174 | (108 | ) | 2,199 | (4,071 | ) | ||||||||||
| Combination, restructuring and other acquisition-related expenses (a) | 717 | 4,906 | 9,817 | 14,265 | ||||||||||||
| Strategic planning and transformation expenses | 4,545 | — | 10,745 | — | ||||||||||||
| Executive transition costs | 913 | 285 | 2,097 | 1,097 | ||||||||||||
| Russia-Ukraine conflict related expenses | 88 | — | 2,183 | — | ||||||||||||
| Facility remediation (recovery) costs, net | (1,104 | ) | 2,019 | (1,104 | ) | 2,019 | ||||||||||
| Brazilian non-income tax credits | — | — | — | (13,293 | ) | |||||||||||
| Loss on extinguishment of debt | — | — | 6,763 | — | ||||||||||||
| Other charges | 609 | 35 | 356 | 353 | ||||||||||||
| Adjusted EBITDA | $ | 70,291 | $ | 66,169 | $ | 189,226 | $ | 213,374 | ||||||||
| Adjusted EBITDA margin (%) | 14.3 | % | 14.7 | % | 13.0 | % | 16.2 | % | ||||||||
| Adjusted EBITDA | $ | 70,291 | $ | 66,169 | $ | 189,226 | $ | 213,374 | ||||||||
| Less: Depreciation and amortization - adjusted (a)(b) | 19,908 | 21,365 | 61,491 | 65,616 | ||||||||||||
| Less: Interest expense, net | 8,389 | 5,637 | 20,228 | 16,725 | ||||||||||||
| Less: Taxes on income before equity in net income of associated companies – adjusted (c) | 10,821 | 9,765 | 27,189 | 31,277 | ||||||||||||
| Non-GAAP net income | $ | 31,173 | $ | 29,402 | $ | 80,318 | $ | 99,756 | ||||||||
Non-GAAP Earnings per Diluted Share Reconciliations
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||||||
| GAAP earnings per diluted share attributable to Quaker Chemical Corporation common shareholders | $ | 1.44 | $ | 1.73 | $ | 3.35 | $ | 5.76 | ||||||||
| Equity loss (income) in a captive insurance company per diluted share | 0.01 | (0.01 | ) | 0.12 | (0.23 | ) | ||||||||||
| Combination, restructuring and other acquisition-related expenses per diluted share (a) | 0.04 | 0.22 | 0.45 | 0.64 | ||||||||||||
| Strategic planning and transformation expenses per diluted share | 0.19 | — | 0.46 | — | ||||||||||||
| Executive transition costs per diluted share | 0.04 | 0.01 | 0.09 | 0.05 | ||||||||||||
| Russia-Ukraine conflict related expenses per diluted share | 0.01 | — | 0.11 | — | ||||||||||||
| Facility remediation (recovery) costs, net per diluted share | (0.05 | ) | 0.09 | (0.05 | ) | 0.09 | ||||||||||
| Brazilian non-income tax credits per diluted share | — | (0.04 | ) | — | (0.48 | ) | ||||||||||
| Loss on extinguishment of debt per diluted share | — | — | 0.29 | — | ||||||||||||
| Other charges per diluted share | 0.04 | — | 0.03 | 0.02 | ||||||||||||
| Impact of certain discrete tax items per diluted share | 0.02 | (0.37 | ) | (0.37 | ) | (0.29 | ) | |||||||||
| Non-GAAP earnings per diluted share | $ | 1.74 | $ | 1.63 | $ | 4.48 | $ | 5.56 | ||||||||
| (a) | The Company recorded $0.2 million and $0.7 million of accelerated depreciation expense related to the Quaker Houghton combination during the three and nine months ended September 30, 2021 all of which was recorded in cost of goods sold (“COGS”). These amounts recorded within COGS are included in the caption Combination, restructuring and other acquisition-related expenses in the reconciliation of Operating income to Non-GAAP operating income and GAAP earnings per diluted share attributable to Quaker Chemical Corporation common shareholders to Non-GAAP earnings per diluted share. In addition, the total amounts of such depreciation are included within the caption Depreciation and amortization in the reconciliation of Net income attributable to Quaker Chemical Corporation to Adjusted EBITDA; however, they are excluded in the reconciliation of Adjusted EBITDA to Non-GAAP net income. During the nine months ended September 30, 2022, the Company recorded expenses of $2.4 million related to indemnification assets. During the nine months ended September 30, 2021, the Company recognized a gain of $5.4 million associated with the sale of certain held-for-sale real property assets which was the result of the Company’s manufacturing footprint integration plan. These amounts were recorded within Other (expense) income, net and therefore are included in the caption Combination, restructuring and other acquisition-related expenses in the reconciliation of Net income attributable to Quaker Chemical Corporation to Adjusted EBITDA and GAAP earnings per diluted share attributable to Quaker Chemical Corporation common shareholders to Non-GAAP earnings per diluted share, however it is excluded in the reconciliation of Operating income to Non-GAAP operating income. |
| (b) | Depreciation and amortization for the three and nine months ended September 30, 2022 includes $0.3 million and $0.8 million, respectively, and for the three and nine months ended September 30, 2021 included $0.3 million and $0.9 million, respectively, of amortization expense recorded within equity in net income of associated companies in the Condensed Consolidated Statement of Income, which is attributable to the amortization of the fair value step up for the Company’s 50% interest in a Houghton joint venture in Korea as a result of required purchase accounting. |
| (c) | Taxes on income before equity in net (loss) income of associated companies – adjusted includes the Company’s tax expense adjusted for the impact of any current and deferred income tax expense (benefit), as applicable, of the reconciling items presented in the reconciliation of Net income attributable to Quaker Chemical Corporation to adjusted EBITDA, above, determined utilizing the applicable rates in the taxing jurisdictions in which these adjustments occurred, subject to deductibility. This caption also includes the impact of specific tax charges and benefits in the three and nine months ended September 30, 2022 and 2021, which the Company does not consider core or indicative of future performance. |
Segment Measures and Reconciliations
The Company’s operating segments, which are consistent with its reportable segments, reflect the structure of the Company’s internal organization, the method by which the Company’s resources are allocated and the manner by which the chief operating decision maker assesses the Company’s performance. The Company has four reportable segments: (i) Americas; (ii) EMEA; (iii) Asia/Pacific; and (iv) Global Specialty Businesses. The three geographic segments are composed of the net sales and operations in each respective region, excluding net sales and operations managed globally by the Global Specialty Businesses segment, which includes the Company’s container, metal finishing, mining, offshore, specialty coatings, specialty grease and Norman Hay businesses. Segment operating earnings for each of the Company’s reportable segments are comprised of the segment’s net sales less directly related COGS and selling, general and administrative expenses. Operating expenses not directly attributable to the net sales of each respective segment, such as certain corporate and administrative costs, Combination, integration and other acquisition-related expenses, and Restructuring and related charges, are not included in segment operating earnings. Other items not specifically identified with the Company’s reportable segments include interest expense, net and other (expense) income, net.
The following tables reconcile the Company’s reportable operating segments performance to that of the Company (dollars in thousands):
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||||||
| Net Sales | ||||||||||||||||
| Americas | $ | 186,546 | $ | 150,799 | $ | 513,438 | $ | 425,343 | ||||||||
| EMEA | 113,367 | 122,241 | 362,107 | 365,491 | ||||||||||||
| Asia/Pacific | 91,211 | 98,659 | 295,273 | 286,924 | ||||||||||||
| Global Specialty Businesses | 101,094 | 77,373 | 287,959 | 236,359 | ||||||||||||
| Total net sales | $ | 492,218 | $ | 449,072 | $ | 1,458,777 | $ | 1,314,117 | ||||||||
| Segment operating earnings | ||||||||||||||||
| Americas | $ | 44,986 | $ | 31,273 | $ | 107,991 | $ | 97,155 | ||||||||
| EMEA | 9,883 | 20,153 | 39,932 | 68,802 | ||||||||||||
| Asia/Pacific | 23,336 | 23,285 | 67,469 | 73,990 | ||||||||||||
| Global Specialty Businesses | 30,746 | 20,663 | 83,622 | 69,041 | ||||||||||||
| Total segment operating earnings | $ | 108,951 | $ | 95,374 | $ | 299,014 | $ | 308,988 | ||||||||
| Combination, integration and other acquisition-related expenses | (2,107 | ) | (5,786 | ) | (7,992 | ) | (18,259 | ) | ||||||||
| Restructuring and related charges (credits), net | 1,423 | 880 | 604 | (593 | ) | |||||||||||
| Fair value step up of acquired inventory sold | — | — | — | (801 | ) | |||||||||||
| Non-operating and administrative expenses | (47,852 | ) | (38,691 | ) | (139,894 | ) | (122,760 | ) | ||||||||
| Depreciation of corporate assets and amortization | (15,806 | ) | (15,767 | ) | (45,817 | ) | (46,855 | ) | ||||||||
| Operating income | 44,609 | 36,010 | 105,915 | 119,720 | ||||||||||||
| Other income (expense), net | 85 | 647 | (10,520 | ) | 19,344 | |||||||||||
| Interest expense, net | (8,389 | ) | (5,637 | ) | (20,228 | ) | (16,725 | ) | ||||||||
| Income before taxes and equity in net (loss) income of associated companies | $ | 36,305 | $ | 31,020 | $ | 75,167 | $ | 122,339 | ||||||||
Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements can be identified by the fact that they do not relate strictly to historical or current facts. We have based these forward-looking statements, including statements regarding the potential effects of the COVID-19 pandemic, the Russia and Ukraine conflict, inflation and global supply chain constraints on the Company’s business, results of operations, and financial condition, our expectations that we will maintain sufficient liquidity and remain in compliance with the terms of the Company’s credit facility, expectations about future demand and raw material costs, and statements regarding the impact of increased raw material costs and pricing initiatives, on our current expectations about future events. These forward-looking statements include statements with respect to our beliefs, plans, objectives, goals, expectations, anticipations, intentions, financial condition, results of operations, future performance, and business, including but not limited to the potential benefits of the Combination and other acquisitions, the impacts on our business as a result of the COVID-19 pandemic and global supply chain constraints, and our current and future results and plans and statements that include the words "may," "could," "should," "would," "believe," "expect," "anticipate," "estimate," "intend," "plan" or similar expressions. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected in such statements. A major risk is that demand for the Company's products and services is largely derived from the demand for its customers' products, which subjects the Company to uncertainties related to downturns in a customer's business and unanticipated customer production slowdowns and shutdowns, including as is currently being experienced by many automotive industry companies as a result of supply chain disruptions. Other major risks and uncertainties include, but are not limited to, the primary and secondary impacts of the COVID-19 pandemic, including actions taken in response to the pandemic by various governments, which could exacerbate some or all of the other risks and uncertainties faced by the Company, as well as inflationary pressures, including the potential for significant increases in raw material costs, supply chain disruptions, customer financial instability, rising interest rates and the potential of economic recession, worldwide economic and political disruptions, including the impacts of the military conflict between Russia and Ukraine, the economic and other sanctions imposed by other nations on Russia, suspensions of activities in Russia by many multinational companies and the potential expansion of military activity, foreign currency fluctuations, significant changes in applicable tax rates and regulations, future terrorist attacks and other acts of violence. Furthermore, the Company is subject to the same business cycles as those experienced by our customers in the steel, automobile, aircraft, industrial equipment, and durable goods industries. The ultimate impact of COVID-19 on our business will depend on, among other things, the extent and duration of the pandemic, the severity of the disease and the number of people infected with the virus including new variants, the continued uncertainty regarding global availability, administration, acceptance and long-term efficacy of vaccines, or other treatments for COVID-19 or its variants, the longer-term effects on the economy of the pandemic, including the resulting market volatility, and by the measures taken by governmental authorities and other third parties restricting day-to-day life and business operations and the length of time that such measures remain in place, as well as laws and other governmental programs implemented to address the pandemic or assist impacted businesses, such as fiscal stimulus and other legislation designed to deliver monetary aid and other relief. Other factors could also adversely affect us, including those related to the Combination and other acquisitions and the integration of acquired businesses. Our forward-looking statements are subject to risks, uncertainties and assumptions about the Company and its operations that are subject to change based on various important factors, some of which are beyond our control. These risks, uncertainties, and possible inaccurate assumptions relevant to our business could cause our actual results to differ materially from expected and historical results. All forward-looking statements included in this press release, including expectations about business conditions during 2022 and future periods, are based upon information available to the Company as of the date of this press release, which may change. Therefore, we caution you not to place undue reliance on our forward-looking statements. For more information regarding these risks and uncertainties as well as certain additional risks that we face, refer to the Risk Factors section, which appears in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2021, and in subsequent reports filed from time to time with the Securities and Exchange Commission. We do not intend to, and we disclaim any duty or obligation to, update or revise any forward-looking statements to reflect new information or future events or for any other reason. This discussion is provided as permitted by the Private Securities Litigation Reform Act of 1995.
Conference Call
As previously announced, the Company’s investor conference call to discuss its third quarter 2022 performance is scheduled for Friday, November 4, 2022 at 8:30 a.m. ET. A live webcast of the conference call, together with supplemental information, can be accessed through the Company’s Investor Relations website at investors.quakerhoughton.com. You can also access the conference call by dialing 877-269-7756.
About Quaker Houghton
Quaker Houghton is the global leader in industrial process fluids. With a presence around the world, including operations in over 25 countries, our customers include thousands of the world’s most advanced and specialized steel, aluminum, automotive, aerospace, offshore, can, mining, and metalworking companies. Our high-performing, innovative and sustainable solutions are backed by best-in-class technology, deep process knowledge and customized services. With approximately 4,700 employees, including chemists, engineers and industry experts, we partner with our customers to improve their operations so they can run even more efficiently, even more effectively, whatever comes next. Quaker Houghton is headquartered in Conshohocken, Pennsylvania, located near Philadelphia in the United States. Visit quakerhoughton.com to learn more.
Quaker Chemical Corporation
Condensed Consolidated Statements of Income
(Dollars in thousands, except per share data)
| (Unaudited) | ||||||||||||||||
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||||||
| Net sales | $ | 492,218 | $ | 449,072 | $ | 1,458,777 | $ | 1,314,117 | ||||||||
| Cost of goods sold | 331,469 | 303,941 | 1,002,393 | 858,341 | ||||||||||||
| Gross profit | 160,749 | 145,131 | 456,384 | 455,776 | ||||||||||||
| % | 32.7 | % | 32.3 | % | 31.3 | % | 34.7 | % | ||||||||
| Selling, general and administrative expenses | 115,456 | 104,215 | 343,081 | 317,204 | ||||||||||||
| Restructuring and related (credits) charges, net | (1,423 | ) | (880 | ) | (604 | ) | 593 | |||||||||
| Combination, integration and other acquisition-related expenses | 2,107 | 5,786 | 7,992 | 18,259 | ||||||||||||
| Operating income | 44,609 | 36,010 | 105,915 | 119,720 | ||||||||||||
| % | 9.1 | % | 8.0 | % | 7.3 | % | 9.1 | % | ||||||||
| Other (expense) income, net | 85 | 647 | (10,520 | ) | 19,344 | |||||||||||
| Interest expense, net | (8,389 | ) | (5,637 | ) | (20,228 | ) | (16,725 | ) | ||||||||
| Income before taxes and equity in net (loss) income of associated companies | 36,305 | 31,020 | 75,167 | 122,339 | ||||||||||||
| Taxes on income before equity in net (loss) income of associated companies | 10,185 | 795 | 14,425 | 26,702 | ||||||||||||
| Income before equity in net (loss) income of associated companies | 26,120 | 30,225 | 60,742 | 95,637 | ||||||||||||
| Equity in net (loss) income of associated companies | (212 | ) | 848 | (642 | ) | 7,668 | ||||||||||
| Net income | 25,908 | 31,073 | 60,100 | 103,305 | ||||||||||||
| Less: Net income attributable to noncontrolling interest | 41 | 15 | 74 | 62 | ||||||||||||
| Net income attributable to Quaker Chemical Corporation | $ | 25,867 | $ | 31,058 | $ | 60,026 | $ | 103,243 | ||||||||
| % | 5.3 | % | 6.9 | % | 4.1 | % | 7.9 | % | ||||||||
| Share and per share data: | ||||||||||||||||
| Basic weighted average common shares outstanding | 17,847,305 | 17,812,216 | 17,835,976 | 17,800,082 | ||||||||||||
| Diluted weighted average common shares outstanding | 17,859,871 | 17,870,392 | 17,851,411 | 17,860,068 | ||||||||||||
| Net income attributable to Quaker Chemical Corporation common shareholders - basic | $ | 1.44 | $ | 1.74 | $ | 3.35 | $ | 5.78 | ||||||||
| Net income attributable to Quaker Chemical Corporation common shareholders - diluted | $ | 1.44 | $ | 1.73 | $ | 3.35 | $ | 5.76 | ||||||||
Quaker Chemical Corporation
Condensed Consolidated Balance Sheets
(Dollars in thousands, except par value)
| (Unaudited) | ||||||||
| September 30, | December 31, | |||||||
| 2022 | 2021 | |||||||
| ASSETS | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | 138,891 | $ | 165,176 | ||||
| Accounts receivable, net | 461,912 | 430,676 | ||||||
| Inventories, net | 317,140 | 264,531 | ||||||
| Prepaid expenses and other current assets | 66,760 | 59,871 | ||||||
| Total current assets | 984,703 | 920,254 | ||||||
| Property, plant and equipment, net | 188,374 | 197,520 | ||||||
| Right of use lease assets | 37,005 | 36,635 | ||||||
| Goodwill | 591,032 | 631,194 | ||||||
| Other intangible assets, net | 915,956 | 1,027,782 | ||||||
| Investments in associated companies | 76,748 | 95,278 | ||||||
| Deferred tax assets | 10,519 | 16,138 | ||||||
| Other non-current assets | 27,163 | 30,959 | ||||||
| Total assets | $ | 2,831,500 | $ | 2,955,760 | ||||
| LIABILITIES AND EQUITY | ||||||||
| Current liabilities | ||||||||
| Short-term borrowings and current portion of long-term debt | $ | 20,471 | $ | 56,935 | ||||
| Accounts and other payables | 217,143 | 234,083 | ||||||
| Accrued compensation | 32,993 | 38,197 | ||||||
| Accrued restructuring | 1,798 | 4,087 | ||||||
| Other accrued liabilities | 93,326 | 97,165 | ||||||
| Total current liabilities | 365,731 | 430,467 | ||||||
| Long-term debt | 931,491 | 836,412 | ||||||
| Long-term lease liabilities | 25,697 | 26,335 | ||||||
| Deferred tax liabilities | 151,208 | 179,025 | ||||||
| Other non-current liabilities | 77,743 | 95,599 | ||||||
| Total liabilities | 1,551,870 | 1,567,838 | ||||||
| Equity | ||||||||
| Common stock, $1 par value; authorized 30,000,000 shares; issued and outstanding 2022 - 17,931,205 shares; 2021 - 17,897,033 shares | 17,931 | 17,897 | ||||||
| Capital in excess of par value | 925,037 | 917,053 | ||||||
| Retained earnings | 553,685 | 516,334 | ||||||
| Accumulated other comprehensive loss | (217,655 | ) | (63,990 | ) | ||||
| Total Quaker shareholders' equity | 1,278,998 | 1,387,294 | ||||||
| Noncontrolling interest | 632 | 628 | ||||||
| Total equity | 1,279,630 | 1,387,922 | ||||||
| Total liabilities and equity | $ | 2,831,500 | $ | 2,955,760 | ||||
Quaker Chemical Corporation
Condensed Consolidated Statements of Cash Flows
(Dollars in thousands)
| (Unaudited) | ||||||||
| Nine Months Ended September 30, | ||||||||
| 2022 | 2021 | |||||||
| Cash flows from operating activities | ||||||||
| Net income | $ | 60,100 | $ | 103,305 | ||||
| Adjustments to reconcile net income to net cash used in operating activities: | ||||||||
| Amortization of debt issuance costs | 2,589 | 3,562 | ||||||
| Depreciation and amortization | 60,692 | 65,440 | ||||||
| Equity in undistributed earnings of associated companies, net of dividends | 3,612 | (7,563 | ) | |||||
| Acquisition-related fair value adjustments related to inventory | - | 801 | ||||||
| Deferred compensation, deferred taxes and other, net | (8,811 | ) | (21,865 | ) | ||||
| Share-based compensation | 8,635 | 8,441 | ||||||
| Loss on extinguishment of debt | 5,246 | - | ||||||
| Gain on disposal of property, plant, equipment and other assets | (33 | ) | (4,819 | ) | ||||
| Combination and other acquisition-related expenses, net of payments | (4,265 | ) | (1,705 | ) | ||||
| Restructuring and related (credits) charges, net | (604 | ) | 593 | |||||
| Pension and other postretirement benefits | (6,556 | ) | (5,638 | ) | ||||
| (Decrease) increase in cash from changes in current assets and current liabilities, net of acquisitions: | ||||||||
| Accounts receivable | (65,256 | ) | (68,664 | ) | ||||
| Inventories | (72,386 | ) | (72,962 | ) | ||||
| Prepaid expenses and other current assets | (11,081 | ) | (24,512 | ) | ||||
| Change in restructuring liabilities | (1,234 | ) | (4,557 | ) | ||||
| Accounts payable and accrued liabilities | 3,059 | 32,652 | ||||||
| Net cash (used in) provided by operating activities | (26,293 | ) | 2,509 | |||||
| Cash flows from investing activities | ||||||||
| Investments in property, plant and equipment | (20,230 | ) | (12,823 | ) | ||||
| Payments related to acquisitions, net of cash acquired | (9,421 | ) | (31,975 | ) | ||||
| Proceeds from disposition of assets | 65 | 14,744 | ||||||
| Net cash used in investing activities | (29,586 | ) | (30,054 | ) | ||||
| Cash flows from financing activities | ||||||||
| Payments of term loan debt | (668,500 | ) | (28,558 | ) | ||||
| Proceeds of term loan debt | 750,000 | - | ||||||
| (Repayments) borrowings on revolving credit facilities, net | (10,418 | ) | 39,143 | |||||
| Proceeds (repayments) on other debt, net | 2,131 | (585 | ) | |||||
| Financing-related debt issuance costs | (3,734 | ) | - | |||||
| Dividends paid | (22,302 | ) | (21,175 | ) | ||||
| Stock options exercised, other | (616 | ) | 704 | |||||
| Net cash provided by (used in) financing activities | 46,561 | (10,471 | ) | |||||
| Effect of foreign exchange rate changes on cash | (16,967 | ) | (2,486 | ) | ||||
| Net decrease in cash, cash equivalents and restricted cash | (26,285 | ) | (40,502 | ) | ||||
| Cash, cash equivalents and restricted cash at the beginning of the period | 165,176 | 181,895 | ||||||
| Cash, cash equivalents and restricted cash at the end of the period | $ | 138,891 | $ | 141,393 | ||||
Exhibit 99.2
Quaker Houghton Third Quarter 2022 Results Investor Conference Call
Regulation G The attached charts include Company information that does not conform to generally accepted accounting principles (“GAAP”). Man agement believes that an analysis of this data is meaningful to investors because it provides insight with respect to ongoing operating results of the Company and helps investors to evaluate the fina nci al results of the Company. These measures should not be viewed as an alternative to GAAP measures of performance. Furthermore, these measures may not be consistent with similar measures provide d b y other companies. This data should be read in conjunction with the second quarter earnings news release, dated August 4, 2022, which has been furnished to the Securities and Exchange Commissio n ( “SEC”) on Form 8 - K. Forward - Looking Statements This presentation contains "forward - looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amen ded, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements can be identified by the fact that they do not relate strictly to historical or current facts. We have base d t hese forward - looking statements, including statements regarding the potential effects of the COVID - 19 pandemic, the Russia and Ukraine conflict, inflation and global supply chain constraints on the Company’ s business, results of operations, and financial condition, our expectations that we will maintain sufficient liquidity and remain in compliance with the terms of the Company’s credit facility, expectat ion s about future demand and raw material costs, and statements regarding the impact of increased raw material costs and pricing initiatives, on our current expectations about future events. These forwa rd - looking statements include statements with respect to our beliefs, plans, objectives, goals, expectations, anticipations, intentions, financial condition, results of operations, future performance, a nd business, including but not limited to the potential benefits of the Combination and other acquisitions, the impacts on our business as a result of the COVID - 19 pandemic and global supply chain constraints, and ou r current and future results and plans and statements that include the words "may," "could," "should," "would," "believe," "expect," "anticipate," "estimate," "intend," "plan" or similar expressions. T hes e forward - looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected in such statements. A major risk is that demand for the Compa ny' s products and services is largely derived from the demand for its customers' products, which subjects the Company to uncertainties related to downturns in a customer's business and unanticipated custome r p roduction slowdowns and shutdowns, including as is currently being experienced by many automotive industry companies as a result of supply chain disruptions. Other major risks and uncertainti es include, but are not limited to, the primary and secondary impacts of the COVID - 19 pandemic, including actions taken in response to the pandemic by various governments, which could exacerbate some or al l of the other risks and uncertainties faced by the Company, as well as inflationary pressures, including the potential for significant increases in raw material costs, supply chain disruptions, cu sto mer financial instability, rising interest rates and the potential of economic recession, worldwide economic and political disruptions including the impacts of the military conflict between Russia and Ukr ain e, the economic and other sanctions imposed by other nations on Russia, suspensions of activities in Russia by many multinational companies and the potential expansion of military activity, foreign cu rrency fluctuations, significant changes in applicable tax rates and regulations, future terrorist attacks and other acts of violence. Furthermore, the Company is subject to the same business cycles as thos e e xperienced by our customers in the steel, automobile, aircraft, industrial equipment, and durable goods industries. The ultimate impact of COVID - 19 on our business will depend on, among other things, th e extent and duration of the pandemic, the severity of the disease and the number of people infected with the virus including new variants, the continued uncertainty regarding global availability, adm ini stration, acceptance and long - term efficacy of vaccines, or other treatments for COVID - 19 or its variants, the longer - term effects on the economy of the pandemic, including the resulting market volatility, and by the measures taken by governmental authorities and other third parties restricting day - to - day life and business operations and the length of time that such measures remain in place, as well as laws a nd other governmental programs implemented to address the pandemic or assist impacted businesses, such as fiscal stimulus and other legislation designed to deliver monetary aid and other relief. Ot her factors could also adversely affect us, including those related to the Combination and other acquisitions and the integration of acquired businesses. Our forward - looking statements are subject to ri sks, uncertainties and assumptions about the Company and its operations that are subject to change based on various important factors, some of which are beyond our control. These risks, uncertaint ies , and possible inaccurate assumptions relevant to our business could cause our actual results to differ materially from expected and historical results. All forward - looking statements included in this p resentation, including expectations about business conditions during 2022 and future periods, are based upon information available to the Company as of the date of this presentation, which may change. T her efore, we caution you not to place undue reliance on our forward - looking statements. For more information regarding these risks and uncertainties as well as certain additional risks that we face, r efe r to the Risk Factors section, which appears in Item 1A of our Annual Report on Form 10 - K for the year ended December 31, 2021 and in subsequent reports filed from time to time with the Securities and Exchang e Commission. We do not intend to, and we disclaim any duty or obligation to, update or revise any forward - looking statements to reflect new information or future events or for any other reas on. This discussion is provided as permitted by the Private Securities Litigation Reform Act of 1995. ©2022 Quaker Houghton. All Rights Reserved 2 Forward - Looking Statements
The information included in this presentation includes non - GAAP (unaudited) financial information that includes EBITDA, adjusted EBITDA, adjusted EBITDA margin, non - GAAP operating income, non - GAAP operating margin, non - GAAP net income, non - GAAP earnings per diluted share, and pro forma net sales, net income attributable to Quaker Hou ghton, EBITDA, adjusted EBITDA, and adjusted EBITDA margin. The Company believes these non - GAAP financial measures provide meaningful supplemental information as they enhance a reader’s understanding of the financial performance of the Company, are indicative of future operating performance of the Company, and facilitate a comparison among fiscal periods, as the non - GAAP financial measures exclude items t hat are not indicative of future operating performance or not considered core to the Company’s operations. Non - GAAP results and pro forma information are presented for supplemental informational purposes only and should not be considered a substitute for the financial information presented in accordance with GAAP. The Company presents EBITDA which is calculated as net income attributable to the Company before depreciation and amortizatio n, interest expense, net, and taxes on income before equity in net (loss) income of associated companies. The Company also presents adjusted EBITDA which is calculated as EBITDA plus or minus certain items th at are not indicative of future operating performance or not considered core to the Company’s operations. In addition, the Company presents non - GAAP operating income which is calculated as operating income plus or minus certain items that are not indicative of future operating performance or not considered core to the Company’s operations. Adjusted EBITDA margin and non - GAAP operating margin are calculated as the percent age of adjusted EBITDA and non - GAAP operating income to consolidated net sales, respectively. The Company believes these non - GAAP measures provide transparent and useful information and are widely use d by investors, analysts, and peers in our industry as well as by management in assessing the operating performance of the Company on a consistent basis. Additionally, the Company presents non - GAAP net income and non - GAAP earnings per diluted share as additional performance measure s. Non - GAAP net income is calculated as adjusted EBITDA, defined above, less depreciation and amortization, interest expense, net, and taxes on income before equity in net (loss) income of associated co mpa nies, in each case adjusted, as applicable, for any depreciation, amortization, interest or tax impacts resulting from the non - core items identified in the reconciliation of net income attributable to the Company to adju sted EBITDA. Non - GAAP earnings per diluted share is calculated as non - GAAP net income per diluted share as accounted for under the “two - class share method.” The Company believes that non - GAAP net income and non - GA AP earnings per diluted share provide transparent and useful information and are widely used by investors, analysts, and peers in our industry as well as by management in assessing the operating performance of the Company on a consistent basis. In addition, the Company has provided certain unaudited pro forma financial information in this presentation. The unaudited pro forma financial information is based on the historical consolidated financial statements and results of both Quaker and Houghton and has been prepared to illustrate the effects of the Combination. The unaudited pro fo rma financial information has been presented for informational purposes only and is not necessarily indicative of Quaker Houghton’s past results of operations, nor is it indicative of the future operating results of Quaker Houghton and should not be considered a substitute for the financial information presented in accordance with GAAP. The Company has not provided pro forma financial information as it relates to the acquire d o perating divisions of Norman Hay plc or for any of its other acquisitions based on materiality. Pro forma results for the year ended December 31, 2019 include five months of Houghton’s operations post - closing o f the Combination, while Houghton reflects seven months of results for the period from January 1, 2019 through July 31, 2019. Pro forma results for the years ended December 31, 2018, 2017 and 2016, respectively, in clude Quaker’s historical results, while Houghton reflects its stand - alone results. As it relates to 2022 projected adjusted EBITDA growth for the Company, the Company has not provided guidance for comparable GAA P measures or a quantitative reconciliation of forward - looking non - GAAP financial measures to the most directly comparable U.S. GAAP measure because it is unable to determine with reasonable certainty the ul tim ate outcome of certain significant items necessary to calculate such measures without unreasonable effort. These items include, but are not limited to, certain non - recurring or non - core items the Company may recor d that could materially impact net income, as well as the impact of COVID - 19. These items are uncertain, depend on various factors, and could have a material impact on the U.S. GAAP reported results for the guidance pe riod. The following charts should be read in conjunction with the Company’s third quarter earnings news release dated November 3, 2 022 , which has been furnished to the Securities and Exchange Commission on Form 8 - K, the Company’s Annual Report for the year ended December 31, 2021, and the Company’s 10 - Q for the period ended September 30, 2022 . These documents may contain additional explanatory language and information regarding certain of the items included in the following reconciliations. ©2022 Quaker Houghton. All Rights Reserved 3 Non - GAAP and Pro Forma Measures
Andy Tometich Chief Executive Officer & President Shane W. Hostetter Senior Vice President, Chief Financial Officer Robert T. Traub Senior Vice President, General Counsel & Corporate Secretary David A. Will Vice President & Chief Accounting Officer Jeffrey Schnell Senior Director, Investor Relations ©2022 Quaker Houghton. All Rights Reserved 4 Speakers
©2022 Quaker Houghton. All Rights Reserved 5 Highlights » Delivered solid 3Q’22 results demonstrating the resilience of our business ▪ Sales growth of ~10% compared to 3Q’21 driven by double - digit price increases in all segments ▪ Gross margins improved to 32.7% in 3Q’22 compared to 30.4% in 2Q’22 ▪ Volumes reflected softer market conditions, primarily in Europe and Asia/Pacific » Focused on execution to mitigate a challenging global macroeconomic backdrop ▪ Advancing our strategic pricing initiatives to offset inflationary pressures ▪ Pursuing avenues for global cost improvements, simplification and efficiencies ▪ Actively working to improve free cash flow generation » Remain well - positioned to advance our strategy and deliver shareholder value ▪ Align the business to drive a deeper deployment of our customer intimate model ▪ Investing to advance our long - term strategic growth initiatives ▪ Disciplined capital allocation strategy remains intact and supported by a healthy balance sheet and ample liquidity
©2022 Quaker Houghton. All Rights Reserved 6 Financial Snapshot (dollars in millions, per share amounts) (1) Certain amounts may not calculate due to rounding Q3 2022 Q3 2021 Q2 2022 YTD 2022 YTD 2021 GAAP Net sales $ 492.2 $ 449.1 $ 43.1 10% $ 492.4 $ (0.2) (0%) $ 1,458.8 $ 1,314.1 $ 144.7 11% Gross profit 160.7 145.1 15.6 11% 149.6 11.2 7% 456.4 455.8 0.6 0% Gross margin (%) 32.7% 32.3% 0.3% 1% 30.4% 2.3% 8% 31.3% 34.7% (3.4%) (10%) Operating income 44.6 36.0 8.6 24% 31.9 12.7 40% 105.9 119.7 (13.8) (12%) Net income 25.9 31.1 (5.2) (17%) 14.3 11.5 80% 60.0 103.2 (43.2) (42%) Earnings per diluted share 1.44 1.73 (0.29) (17%) 0.80 0.64 80% 3.35 5.76 (2.41) (42%) Non-GAAP Non-GAAP operating income $ 50.9 $ 43.2 $ 7.8 18% $ 38.8 $ 12.1 31% $ 128.9 $ 143.3 $ (14.4) (10%) Non-GAAP operating margin (%) 10.3% 9.6% 0.7% 8% 7.9% 2.5% 31% 8.8% 10.9% (2.1%) (19%) Adjusted EBITDA 70.3 66.2 4.1 6% 58.5 11.8 20% 189.2 213.4 (24.1) (11%) Adjusted EBITDA margin (%) 14.3% 14.7% (0.5%) (3%) 11.9% 2.4% 20% 13.0% 16.2% (3.3%) (20%) Non-GAAP earnings per diluted share 1.74 1.63 0.11 7% 1.32 0.42 32% 4.48 5.56 (1.08) (19%) Variance (1) Variance (1) Variance (1)
Modestly lower volumes in 3Q’22 compared to 3Q’21 primarily reflect previously divested business related to the Combination, the the direct and indirect impacts of the ongoing war in Ukraine, and softer market conditions, primarily in Europe and Asia/Pac ifi c Total Company Volume Trend (k ilograms, in thousands ) 7 ©2022 Quaker Houghton. All Rights Reserved 60,000 80,000 100,000 120,000 140,000 Q1 '20 Q2 '20 Q3 '20 Q4 '20 Q1 '21 Q2 '21 Q3 '21 Q4 '21 Q1 '22 Q2 '22 Q3 '22
©2022 Quaker Houghton. All Rights Reserved 8 Adjusted EBITDA (dollars in millions) Strong price realization and cost management in 3Q’22 drove an improvement in margins notwithstanding the significant and persistent inflationary pressures and the unfavorable impact of F/X (1) Periods presented prior to the Combination, on August 1, 2019, are pro forma results $215 $221 $236 $234 $222 $274 $250 2016 2017 2018 2019 2020 2021 TTM Q3 2022 (1) (1) $66 $70 Q3 2021 Q3 2022 (1) (1)
▪ Total debt of $954 million and cash and cash equivalents of $139 million resulted in net debt of $815 million ▪ Leverage of 3.3x as of September 30, 2022 1 ▪ Operating well within bank covenants ▪ Bank leverage of 3.1x as of September 30, 2022 2 ▪ Maximum permitted leverage of 4.0x 2 ▪ Healthy balance sheet and ample liquidity ▪ No significant maturities until June 2027 as we successfully amended our credit facility in 2Q’22 ▪ 3Q’22 cost of debt on credit facility was ~3.4% Leverage and Liquidity Update 9 ©2022 Quaker Houghton. All Rights Reserved 1 Leverage ratio defined as net debt divided by trailing twelve month adjusted EBITDA 2 Defined as net debt divided by trailing twelve month adjusted EBITDA, as calculated under the terms of the credit agreement 3.5x 3.4x 3.7x 3.4x 3.2x 3.1x 2.7x 2.7x 3.0x 3.2x 3.3x $811 $799 $741 $717 $750 $759 $759 $736 $765 $787 $815 Mar-20 Jun-20 Sep-20 Dec-20 Mar-21 Jun-21 Sep-21 Dec-21 Mar-22 Jun-22 30-Sep Net Debt and Leverage Ratio 1 (dollars in millions)
Appendix Actual and Non - GAAP Results
©2022 Quaker Houghton. All Rights Reserved 11 Non - GAAP Operating Reconciliation (dollars in thousands, unless otherwise noted) Q3 2022 Q3 2021 YTD 2022 YTD 2021 Operating income 44,609$ 36,010$ 105,915$ 119,720$ Combination, restructuring and other acquisition-related expenses 717 5,083 7,421 20,371 Strategic planning and transformation expenses 4,545 - 10,745 - Executive transition costs 913 285 2,097 1,097 Russia-Ukraine conflict related expenses 88 - 2,183 - Facility remediation costs, net - 1,490 - 1,490 Other charges 70 320 546 613 Non-GAAP operating income 50,942$ 43,188$ 128,907$ 143,291$ Non-GAAP operating margin (%) 10.3% 9.6% 8.8% 10.9%
©2022 Quaker Houghton. All Rights Reserved 12 Adjusted EBITDA & Non - GAAP Net Income Reconciliation (dollars in thousands, unless otherwise noted) Q3 2022 Q3 2021 YTD 2022 YTD 2021 Net income attributable to Quaker Chemical Corporation 25,867$ 31,058$ 60,026$ 103,243$ Depreciation and amortization 19,908 21,542 61,491 66,334 Interest expense, net 8,389 5,637 20,228 16,725 Taxes on income before equity in net (loss) income of associated companies EBITDA 64,349$ 59,032$ 156,170$ 213,004$ Equity loss (income) in a captive insurance company 174 (108) 2,199 (4,071) Combination, restructuring and other acquisition-related expenses 717 4,906 9,817 14,265 Strategic planning and transformation expenses 4,545 - 10,745 - Executive transition costs 913 285 2,097 1,097 Russia-Ukraine conflict related expenses 88 - 2,183 - Facility remediation (recovery) costs, net (1,104) 2,019 (1,104) 2,019 Brazilian non-income tax credits - - - (13,293) Loss on extinguishment of debt - - 6,763 - Other charges 609 35 356 353 Adjusted EBITDA 70,291$ 66,169$ 189,226$ 213,374$ Adjusted EBITDA Margin (%) 14.3% 14.7% 13.0% 16.2% Adjusted EBITDA 70,291$ 66,169$ 189,226$ 213,374$ Less: Depreciation and amortization - adjusted 19,908 21,365 61,491 65,616 Less: Interest expense, net 8,389 5,637 20,228 16,725 Less: Taxes on income before equity in net income of associated companies - adjusted Non-GAAP Net Income 31,173$ 29,402$ 80,318$ 99,756$ 31,277 10,821 9,765 27,189 26,702 14,425 795 10,185
©2022 Quaker Houghton. All Rights Reserved 13 Adjusted EBITDA Reconciliation (dollars in thousands) FY 2020 FY 2021 Net income attributable to Quaker Chemical Corporation 39,658$ 121,369$ Depreciation and amortization 84,494 87,728 Interest expense, net 26,603 22,326 Taxes on income before equity in net income of associated companies EBITDA 145,459$ 266,362$ Equity income in a captive insurance company (1,151) (4,993) Combination, restructuring and other acquisition-related expenses 35,305 20,151 Executive transition costs - 2,986 Indefinite-lived intangible asset impairment 38,000 - Facility remediation (recovery) costs, net - 2,066 Brazilian non-income tax credits - (13,087) Pension and postretirement benefit costs (income), 21,592 (759) non-service components Gain on changes in insurance settlement restrictions of an inactive (18,144) 819 subsidiary and related insurance insolvency recovery Other charges 913 564 Adjusted EBITDA 221,974$ 274,109$ Adjusted EBITDA Margin (%) 15.7% 15.6% (5,296) 34,939
©2022 Quaker Houghton. All Rights Reserved 14 Adjusted EBITDA Reconciliation Trailing Twelve Months Q3 2022 (dollars in thousands) A B C = B - A D E = C + D YTD Q3 2021 Full Year 2021 Last Three Months 2021 YTD Q3 2022 TTM Q3 2022 Net income attributable to Quaker Chemical Corporation 103,243$ 121,369$ 18,126$ 60,026$ 78,152$ Depreciation and amortization 66,334 87,728 21,394 61,491 82,885 Interest expense, net 16,725 22,326 5,601 20,228 25,829 Taxes on income before equity in net income of associated companies EBITDA 213,004$ 266,362$ 53,358$ 156,170$ 209,528$ Equity (income) loss in a captive insurance company (4,071) (4,993) (922) 2,199 1,277 Combination, integration and other acquisition-related expenses 14,265 20,151 5,886 9,817 15,703 Strategic planning and transformation expenses - - - 10,745 10,745 Executive transition costs 1,097 2,986 1,889 2,097 3,986 Russia-Ukraine conflict related expenses - - - 2,183 2,183 Facility remediation (recovery) costs, net 2,019 2,066 47 (1,104) (1,057) Brazilian non-income tax credits (13,293) (13,087) 206 - 206 Loss on extinguishment of debt - - - 6,763 6,763 Other charges 353 624 271 356 627 Adjusted EBITDA 213,374$ 274,109$ 60,735$ 189,226$ 249,961$ 22,662 26,702 34,939 8,237 14,425
©2022 Quaker Houghton. All Rights Reserved 15 Non - GAAP EPS Reconciliation Q3 2022 Q3 2021 YTD 2022 YTD 2021 GAAP earnings per diluted share attributable to Quaker Chemical Corporation common shareholders Equity loss (income) in a captive insurance company per diluted share 0.01 (0.01) 0.12 (0.23) Combination, restructuring and other acquisition-related expenses per diluted share Strategic planning and transformation expenses per diluted share 0.19 - 0.46 - Executive transition costs per diluted share 0.04 0.01 0.09 0.05 Russia-Ukraine conflict related expenses per diluted share 0.01 - 0.11 - Facility remediation (recovery) costs, net per diluted share (0.05) 0.09 (0.05) 0.09 Brazilian non-income tax credits per diluted share - (0.04) - (0.48) Loss on extinguishment of debt per diluted share - - 0.29 - Other charges per diluted share 0.04 - 0.03 0.02 Impact of certain discrete tax items per diluted share 0.02 (0.37) (0.37) (0.29) Non-GAAP earnings per diluted share 1.74$ 1.63$ 4.48$ 5.56$ 1.44$ 0.22 0.04 5.76$ 3.35$ 1.73$ 0.45 0.64
©2022 Quaker Houghton. All Rights Reserved 16 Segment Performance (dollars in thousands) Q3 2022 Q3 2021 YTD 2022 YTD 2021 Net sales Americas 186,546$ 150,799$ 513,438$ 425,343$ EMEA 113,367 122,241 362,107 365,491 Asia/Pacific 91,211 98,659 295,273 286,924 Global Specialty Businesses 101,094 77,373 287,959 236,359 Total net sales 492,218$ 449,072$ 1,458,777$ 1,314,117$ Segment operating earnings Americas 44,986$ 31,273$ 107,991$ 97,155$ EMEA 9,883 20,153 39,932 68,802 Asia/Pacific 23,336 23,285 67,469 73,990 Global Specialty Businesses 30,746 20,663 83,622 69,041 Total segment operating earnings 108,951 95,374 299,014 308,988 Combination, integration and other acquisition-related expenses (2,107) (5,786) (7,992) (18,259) Restructuring and related charges (credits), net 1,423 880 604 (593) Fair value step up of acquired inventory sold - - - (801) Non-operating and administrative expenses (47,852) (38,691) (139,894) (122,760) Depreciation of corporate assets and amortization (15,806) (15,767) (45,817) (46,855) Operating income 44,609 36,010 105,915 119,720 Other (expense) income, net 85 647 (10,520) 19,344 Interest expense, net (8,389) (5,637) (20,228) (16,725) Income before taxes and equity in net (loss) income of associated companies 122,339$ 75,167$ 31,020$ 36,305$
Appendix Pro Forma Results
©2022 Quaker Houghton. All Rights Reserved 18 Full Year 2019 Pro Forma Reconciliation (dollars in millions) Quaker Houghton Divestitures Other (a) Pro Forma* Net sales 1,134$ 475$ (34)$ (13)$ 1,562$ Net Income (Loss) Attributable to Quaker Houghton 32$ (3)$ (6)$ 10$ 33$ Depreciation and Amortization 45 31 - 3 77 Interest Expense, Net 17 33 - (15) 35 Taxes on Income (b) 2 (1) (2) 3 2 EBITDA* 96 60 (8) 1 148 Combination, Integration and Other Acquisition-Related Expenses 35 44 - - 80 Gain on the Sale of Divested Assets - (35) - - (35) Fair Value Step Up of Houghton and Norman Hay Inventory Sold 12 - - - 12 Restructuring and Related Charges 27 - - - 27 Other Addbacks (c) 3 (0) - - 3 Adjusted EBITDA* 173$ 68$ (8)$ 1$ 234$ Adjusted EBITDA Margin* (%) 15% 14% 24% -4% 15% (b) Taxes on income related to both Divestitures and Other reflect each tax effected at the U.S. federal tax rate of 21%. (c) Other addbacks include equity income in a captive insurance company, pension and postretirement benefit costs, non-service components, customer bankruptcy costs, insurance insolvency recoveries and currency conversion impacts of hyper-inflationary economies. 2019 * Certain amounts may not calculate due to rounding, including EBITDA, Adjusted EBITDA, Adjusted EBITDA margin (%) as well as the total pro forma financial results presented for combined Quaker Houghton. (a) Other includes: (i) additional depreciation and amortization expense based on the initial estimates of fair value step up and estimated useful lives of depreciable fixed assets, definite-lived intangible assets and investment in associated companies acquired; (ii) adoption of required accounting guidance and alignment of related accounting policies; (iii) elimination of transactions between Quaker and Houghton; and (iv) an adjustment to interest expense, net, to reflect the impact of the new financing and capital structure of the combined Company.
19 ©2022 Quaker Houghton. All Rights Reserved Full Year 2018 Pro Forma Reconciliation (dollars in millions) Quaker Houghton Divestitures Other (a) Pro Forma* Net sales 868$ 861$ (53)$ (22)$ 1,655$ Net Income (Loss) Attributable to Quaker Houghton 59$ (0)$ (9)$ 17$ 66$ Depreciation and Amortization 20 54 - 5 79 Interest Expense, Net 4 56 - (25) 35 Taxes on Income (b) 25 3 (2) 5 30 EBITDA* 108 113 (12) 1 210 Combination, Integration and Other Acquisition-Related Expenses 16 7 - - 23 Other Addbacks (c) 1 2 - - 3 Adjusted EBITDA* 126$ 121$ (12)$ 1$ 236$ Adjusted EBITDA Margin* (%) 14% 14% 23% -4% 14% (b) Taxes on income related to both Divestitures and Other reflect each tax effected at the U.S. federal tax rate of 21%. (c) Other addbacks include currency conversion impacts on hyper-inflationary economies, a gain on the liquidation of an inactive legal entity and charges related to non-recurring non-income tax and VAT charges. 2018 * Certain amounts may not calculate due to rounding, including EBITDA, Adjusted EBITDA, Adjusted EBITDA margin (%) as well as the total pro forma financial results presented for combined Quaker Houghton. (a) Other includes: (i) additional depreciation and amortization expense based on the initial estimates of fair value step up and estimated useful lives of depreciable fixed assets, definite-lived intangible assets and investment in associated companies acquired; (ii) adoption of required accounting guidance and alignment of related accounting policies; (iii) elimination of transactions between Quaker and Houghton; and (iv) an adjustment to interest expense, net, to reflect the impact of the new financing and capital structure of the combined Company.
20 ©2022 Quaker Houghton. All Rights Reserved Full Year 2017 Pro Forma Reconciliation (dollars in millions) Quaker Houghton Divestitures Other (a) Pro Forma* Net Income (Loss) Attributable to Quaker Houghton 20$ (47)$ (9)$ 9$ (26)$ Depreciation and Amortization 20 55 - 5 80 Interest Expense, Net 1 51 - (16) 37 Taxes on Income (b) 42 42 (2) 2 84 EBITDA* 83 102 (11) 0 175 Equity Income in a Captive Insurance Company (3) - - - (3) Combination, Integration and Other Acquisition-Related Expenses 30 10 - - 40 Pension and Postretirement Benefit Costs, Non-Service Components 4 (1) - - 4 Cost Reduction Activities 0 2 - - 2 Loss on Disposal of Held-for-Sale Asset 0 - - - 0 Insurance Insolvency Recovery (1) - - - (1) Affiliate Management Fees - 2 - - 2 Non-Income Tax Settlement Expense - 1 - - 1 Other Addbacks (c) 0 0 - - 1 Adjusted EBITDA* 115$ 116$ (11)$ 0$ 221$ Adjusted EBITDA Margin* (%) 14% 15% 20% 0% 14% (b) Taxes on income related to both Divestitures and Other reflect each tax effected at the U.S. federal tax rate of 21%. 2017 * Certain amounts may not calculate due to rounding, including EBITDA, Adjusted EBITDA, Adjusted EBITDA margin (%) as well as the total pro forma financial results presented for combined Quaker Houghton. (a) Other includes estimated increases to depreciation and amortization due to purchase accounting fair value adjustments and a reduction of interest expense based on the average borrowings of the period plus the purchase consideration under the Quaker Houghton facility estimated interest rates. (c) Other addbacks includes charges related to inventory fair value step up adjustments in the Wallover acquisition, currency conversion impacts of hyper- inflationary economies and other non-recurring charges.
21 ©2022 Quaker Houghton. All Rights Reserved Full Year 2016 Pro Forma Reconciliation (dollars in millions) Quaker Houghton Divestitures Other (a) Pro Forma* Net Income (Loss) Attributable to Quaker Houghton 61$ (37)$ (8)$ 7$ 23$ Depreciation and Amortization 20 55 - 5 80 Interest Expense, Net 1 51 - (14) 37 Taxes on Income (b) 23 (5) (2) 2 18 EBITDA* 105 64 (10) 0 158 Equity Income in a Captive Insurance Company (2) - - - (2) Combination, Integration and Other Acquisition-Related Expenses 2 3 - - 5 Pension and Postretirement Benefit Costs, Non-Service Components 2 (1) - - 1 Cost Reduction Activities - 4 - - 4 Impairment of Goodwill and Intangible Assets - 41 - - 41 Affiliate Management Fees - 2 - - 2 Non-Income Tax Settlement Expense - 2 - - 2 Full-Year Impact of Wallover Acquisition - 3 - - 3 Other Addbacks (c) (0) 1 - - 1 Adjusted EBITDA* 107$ 119$ (10)$ 0$ 215$ Adjusted EBITDA Margin* (%) 14% 16% 22% 0% 15% (b) Taxes on income related to both Divestitures and Other reflect each tax effected at the U.S. federal tax rate of 21%. * Certain amounts may not calculate due to rounding, including EBITDA, Adjusted EBITDA, Adjusted EBITDA margin (%) as well as the total pro forma financial results presented for combined Quaker Houghton. (a) Other includes estimated increases to depreciation and amortization due to purchase accounting fair value adjustments and a reduction of interest expense based on the average borrowings of the period plus the purchase consideration under the Quaker Houghton facility estimated interest rates. (c) Other addbacks includes a charge related to a legal settlement, a charge related to inventory fair value adjustments in the Wallover acquisition, offset by a gain on the sale of an asset, currency conversion impacts of hyper-inflationary economies and a restructuring credit. 2016